Item 19 - Site License Agreement for Bus Passenger Services

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4. Miscellaneous. 4.1 Entire Agmrnot. Waiver and Amendments. This Agreement incorporates all of the term and conditions mentioned herein, or incidental hereto, and supersedes all negotiations and Previous Weements between the patties with respect to the subject matter of this Agreement. All waivers Of the provisions of this Agreement must be in writing and signed by the appropriate authorities of the party to be charged. Any amendment or modification to this Agreement must be in writing and executed by the appropriate authorities of the City, Licensee and Sublicensee. 4.2 No Agri ment. Sublicensce shall not assign or transfer or otherwise convey any interest in this Agreement to any party without the express prior written consent of City, which consent may be withheld in City's sole and absolute discretion. 4.3 Applicable Law. This Agreement shall be construed and enforced in accordance with the internal laws of the State of California. 4.4 Litigation Expenses. If the parties to this Agreement commences an action against the other party to this Agreement arising out of or in connection with this Agreement, the prevailing party shall be entitled to recover reasonable attorneys' fees, expert witness fees, costs of investigation, and costs of suit from the losing party. 4.5 Authority. The persons executing this Agreement on behalf of the parties hereto represent and warrant to the other party that they are duly authorized to execute and deliver this Agreement on behalf of such party, and by so executing this Agreement, said party is formally bound to the provisions of this Agreement. 4.6 Notices. Any notices, requests, or approvals given under this Agreement from one party to another shall be in writing and shall be personally delivered or deposited with the United States Postal Service for mailing, postage prepaid, by certified mail, return receipt requested, to the addresses of the other party as stated in this section, and shall be deemed to have been received at the time of personal delivery or three (3) days after the deposit for mailing. Notices shall be sent to: If to Licensee: Futura Bus Net, Inc. 4425 E. Olympic Blvd. Los Angeles, CA 90023 If to Sublicense: Ghana Shuttles, LLC 4425 E. Olympic Blvd, Los Angeles, CA 90023 If to City: City Clerk City of Santa Ana 20 Civic Center Plaza (M 30) P.O. Box 1988 Santa Ana, CA 92702-1988 4.7 Execution in Counts art.. This Agreement may be executed in several counterparts, and all so executed shall constitute one agreement binding on both of the parties hereto, notwithstanding that both parties are not signatories to the original or the same counterpart. [signatures on following page] Page 2 of 3